Title
Mantruste Systems, Inc. vs. Court of Appeals
Case
G.R. No. 86540-41
Decision Date
Nov 6, 1989
MSI's lease terminated; claimed priority to buy Bayview Hotel. Court ruled no enforceable right, upheld APT's authority, dismissed MSI's claims.

Case Summary (G.R. No. 86540-41)

Factual Background

Mantruste Systems, Inc. entered into an interim lease agreement with the Development Bank of the Philippines (DBP) on August 26, 1986, to operate the Bayview Plaza Hotel. Due to the government's privatization initiative under Proclamation No. 50, DBP notified MSI of the termination of this lease. A certificate dated September 18, 1987, acknowledged the termination and set conditions for transitioning the property, including allowing bidding and inspection by prospective buyers. MSI, in response, claimed a right to a preferential purchase as the tenant, and expressed concerns regarding the property’s title and tax liabilities.

Judicial Proceedings

After a failed bidding attempt and subsequent disputes regarding their lease and purchase rights, MSI sought a preliminary injunction to prevent the transfer of property ownership to the winning bidders, Makati Agro-Trading and La Filipina Uy Gongco Corporation. The Regional Trial Court granted this injunction; however, the Court of Appeals overturned it, citing Section 31 of Proclamation No. 50-A, which prohibits judicial interference in the privatization process being managed by the APT.

Court of Appeals’ Rationale

The Court of Appeals reasoned that Proclamation No. 50-A remained valid post-1987 Constitution, consistent with Section 3, Article XVIII, which states that pre-existing laws not in conflict with the Constitution must continue to operate. The court declared that MSI's alleged property rights were non-existent and that the injunction was issued without valid grounds since the right of retention claimed by MSI lacked merit, as it did not possess enforceable rights over the Bayview Hotel.

Legal Principles Applied

The appellate court established that the right of retention under Article 546 of the Civil Code, which applies to good-faith possessors making improvements, did not extend to MSI as a lessee whose rights were inherently limited to the lease terms. It underscored that judicial power must not impede administrative functions unless there is cle

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